On March 29, 2010, AGA
Medical Holdings, Inc. issued a press release announcing the settlement of
a patent infringement lawsuit between AGA Medical Corporation and Medtronic, Inc.
A copy of the press release is attached
hereto as Exhibit 99.1.

In connection with the
settlement, AGA Medical Corporation and the Company entered into a Settlement
and License Agreement, dated March 26, 2010, with Medtronic, Inc.
(the Settlement Agreement). Pursuant
to the Settlement Agreement, AGA Medical Corporation received a royalty-free,
paid-up license to the three patents in question in the lawsuit (U.S. Patent
Nos. 5,190,546, 6,306,141 and 5,067,957 collectively known as the Jervis patents)
for any and all existing products, as well as any future products that use
nitinol. AGA Medical will make payments to Medtronic in the total amount of $35
million. The payments will be paid
according to the following schedule: The first payment of $7.5 million will be
paid in April 2010; the second payment of $7.5 million will be paid in January 2012;
and the third and fourth payments of $10.0 million each will be paid in January 2013
and January 2014. The Company also
agreed not to challenge the validity of the patents in question and each party
released the other for claims relating to the litigation. The parties agreed to file a stipulation for
dismissal of the lawsuit within three business days of the execution of the
Settlement Agreement.

The foregoing description of
the terms and conditions of the Settlement Agreement does not purport to
be complete and is qualified in its entirety by reference to
the Settlement Agreement, a copy of which is attached as Exhibit 10.1
to this Current Report and incorporated by reference as if fully set forth
herein.

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